Commercial_Item_Clauses-SAP_dfc_land.docx

PART C -- CONTRACT CLAUSES

FAR 52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (JAN 2011)

a) The Contractor shall comply with agency personal identity verification procedures identified in the contract that implement Homeland Security Presidential Directive-12 (HSPD-12), Office of Management and Budget (OMB) guidance M-05-24 and Federal Information Processing Standards Publication (FIPS PUB) Number 201.

(b) The Contractor shall account for all forms of Government-provided identification issued to the Contractor employees in connection with performance under this contract. The Contractor shall return such identification to the issuing agency at the earliest of any of the following, unless otherwise determined by the Government:

(1) When no longer needed for contract performance.

(2) Upon completion of the Contractor employee’s employment.

(3) Upon contract completion or termination.

(c) The Contracting Officer may delay final payment under a contract if the Contractor fails to comply with these requirements.

(d) The Contractor shall insert the substance of this clause, including this paragraph (d), in all subcontracts when the subcontractor’s employees are required to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system. It shall be the responsibility of the prime Contractor to return such identification to the issuing agency in accordance with the terms set forth in paragraph (b) of this section, unless otherwise approved in writing by the Contracting Officer.

(End of clause)

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS -- COMMERCIAL ITEMS (JUNE 2010)

(As stated in Block 27 of the SF 1449, this clause is Incorporated By Reference; however, in accordance with FAR 12.302, the following paragraphs of this clause have been tailored.)

(a) Inspection/Acceptance. The Government reserves the right to inspect or test any services performed under this contract. The Government may require re-performance of nonconforming services at no increase in contract price. If the Contractor fails to re-perform the services promptly or take the necessary action to ensure future performance in conformity with contract requirements, the Government may (1) by contract or otherwise, perform the services and charge to the Contractor any cost incurred by the Government that is directly related to the performance of such services, or (2) terminate the contract for cause.

(h), (j) and (n) are hereby deleted.

(End of clause

ADDENDUM TO FAR 52.212-4

FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at http://acquisition.gov/far/index.html or https://www.acquisition.gov/gsam/gsam.html

GSAR 552.212-71 CONTRACT TERMS AND CONDITIONS APPLICABLE TO GSA ACQUISITION OF COMMERCIAL ITEMS (JUL 2003)

The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The provision or clause in effect based on the applicable regulation cited on the date the solicitation is issued applies unless otherwise stated herein. The following provisions and clauses are incorporated by reference:

[The contracting officer should either check the provisions and clauses that apply or delete the provisions and clauses that do not apply from the list. The contracting officer may add the date of the provision or clause if desired for clarity.]

(a) Provisions. {Use provision if award exceeds simplified acquisition threshold.}

(b) Clauses.

(End of clause)

FAR 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS- COMMERCIAL ITEMS (APR 2011)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 714(g0).

___ Alternate I (AUG 2007) of 52.222-50 (22 U.S.C. 7104(g))

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L. 108-77, 108-78)

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Associate must review each reference and check as appropriate. When there are alternates referenced, the Contracting Associate must review alternates and determine if one of these is more appropriate. Some items are already checked for simplified threshold Service Contract Act Commercial Items. Verify that these items are appropriate for your particular acquisition.] [Contracting Officer check as appropriate.] __ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (SEP 2006), with Alternate I (OCT 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

(2) 52.203-13, Contractor Code of Business Ethics and Conduct (APR 2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

__ (3) 52.203-15, Whistleblower Protections Under the American Recovery and Reinvestment Act of 2009 (JUNE 2010) (Section 1553 of Pub. L. 111-5)). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

__ (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUL 2010) (Pub. L. 109-282) (31 U.S.C.6101 note) {Check if action exceeds $25,000.} __ (5) 52.204-11. American Recovery and Reinvestment Act—Reporting Requirements (JUL 2010) (Pub L. 111-5).

(6) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (DEC 2010) (31 U.S.C. 6101 notes). (Applies to contracts over $30,000). (Not applicable to subcontracts for the acquisition of commercially available off-the-shelf items.

__ (7) 52.219-3, Notice of Total HUBZone Set-Aside or Sole Source Award (JAN 2011) (15 U.S.C. 657a).

__ (8) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (JAN 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (9) [Reserved] _X_ (10)(i) 52.219-6, Notice of Total Small Business Set-Aside (JUNE 2003) (15 U.S.C. 644).

__ (ii) Alternate I (OCT 1995) of 52.219-6.

__ (iii) Alternate II (MAR 2004) of 52.219-6.

__ (11)(i) 52.219-7, Notice of Partial Small Business Set-Aside (JUNE 2003) (15 U.S.C. 644).

__ (ii) Alternate I (OCT 1995) of 52.219-7.

__ (iii) Alternate II (MAR 2004) of 52.219-7.

__ (12) 52.219-8, Utilization of Small Business Concerns (JAN 2011) (15 U.S.C. 637(d)(2) and (3)).

__ (13)(i) 52.219-9, Small Business Subcontracting Plan (JAN 2011) (15 U.S.C. 637(d)(4).

__ (i) Alternate I (OCT 2001) of 52.219-9.

__ (ii) Alternate II (OCT 2001) of 52.219-9.

__ (iii) Alternate III (JUL 2010) of 52.219-9.

__ (14) 52.219-14, Limitations on Subcontracting (DEC 1996) (15 U.S.C. 637(a)(14)).

__ (15) 52.219-16, Liquidated Damages—Subcontracting Plan (JAN 1999) (15 U.S.C. 637(d)(4)(F)(i)).

__ (16)(i) 52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged Business Concerns (OCT 2008) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

__ (ii) Alternate I (JUNE 2003) of 52.219-23.

__ (17) 52.219-25, Small Disadvantaged Business Participation Program—Disadvantaged Status and Reporting (DEC 2010) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (18) 52.219-26, Small Disadvantaged Business Participation Program—Incentive Subcontracting (OCT 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (19) 52.219-27, Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside (MAY 2004) (15 U.S.C. 657 f).

__ (20) 52.219-28, Post Award Small Business Program Rerepresentation (APR 2009) (15 U.S.C. 632(a)(2)).

__ (21) 52.219-29, Notice of Total Set-Aside for Economically Disadvantaged Women-Owned Small Business EDWOSB) Concerns (APR 2011) __ (22) 52.219-30, Notice of Total Set-Aside for Women-Owned Small Business WOSB) Concerns Under the WOSB Program(APR 2011) _X_ (23) 52.222-3, Convict Labor (JUNE 2003) (E.O. 11755). {Check if action exceeds micropurchase threshold} _X_ (24) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (JUL 2010) (E.O. 13126). {Check if action exceeds micropurchase threshold} _X_ (25) 52.222-21, Prohibition of Segregated Facilities (FEB 1999). {Check if action exceeds micropurchase threshold} _X_ (26) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246). {Check if action exceeds $10,000 threshold} __ (27) 52.222-35, Equal Opportunity for Veterans (SEP 2010) (38 U.S.C. 4212). {Check if action exceeds simplified acquisition threshold.} _X_ (28) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010) (29 U.S.C. 793). {Check if action exceeds $15,000 threshold} __ (29) 52.222-37, Employment Reports on Veterans (SEP 2010) (38 U.S.C. 4212).

__ (30) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496). {Check if action exceeds simplified acquisition threshold and is not a COTS item.} __ (31) 52.222-54, Employment Eligibility Verification (JAN 2009). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

__ (32)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (May 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (ii) Alternate I (AUG 2000) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)).

__ (33) 52.223-15, Energy Efficiency in Energy-Consuming Products (DEC 2007) (42 U.S.C. 8259b).

__ (34)(i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer Products (DEC 2007) (E.O. 13423).

__ (ii) Alternate I (DEC 2007) of 52.223-16.

__ (35) 52.223-18, Contractor Policy to Ban Text Messaging While Driving (SEP 2010) __ (36) 52.225-1, Buy American Act—Supplies (FEB 2009) (41 U.S.C. 10a-10d). {Review 25.1101(a)(1) before checking box} __ (37)(i) 52.225-3, Buy American Act—Free Trade Agreements—Israeli Trade Act (JUNE 2009) (41 U.S.C. 10a-10d, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19, U.S.C. 3805 note, Pub. L 108-77, 108-78, 108-286, 108-302, 109-53 109-169, 109-283, and 109-138).

__ (ii) Alternate I (JAN 2004) of 52.225-3.

__ (iii) Alternate II (JAN 2004) of 52.225-3.

__ (38) 52.225-5, Trade Agreements (AUG 2009) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

_X_ (39) 52.225-13, Restrictions on Certain Foreign Purchases (JUNE 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury). {Check only if action exceeds micropurchase threshold of $3,000 for supplies and $2,500 for Service Contract Act.} __ (40) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (NOV 2007) (42 U.S.C. 5150).

__ (41) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (NOV 2007) (42 U.S.C. 5150).

__ (42) 52.232-29, Terms for Financing of Purchases of Commercial Items (FEB 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

__ (43) 52.232-30, Installment Payments for Commercial Items (OCT 1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

_X(44) 52.232-33, Payment by Electronic Funds Transfer—Central Contractor Registration (OCT 2003) (31 U.S.C. 3332).

__ (45) 52.232-34, Payment by Electronic Funds Transfer—Other than Central Contractor Registration (MAY 1999) (31 U.S.C. 3332).

__ (46) 52.232-36, Payment by Third Party (FEB 2010) (31 U.S.C. 3332).

__ (47) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 U.S.C. 552a).

__ (48)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631).

__ (ii) Alternate I (APR 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

{FAR 52.222-41, 52.222-42, 52.222-43 and 52.222-44 are Not Applicable to Supply or Equipment Orders. Remove check from boxes and delete information and chart below.}

__ (1) 52.222-41, Service Contract Act of 1965 (NOV 2007) (41 U.S.C. 351, et seq.)

__ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.). {Change information in below chart as required for each service award where the Service Contract Act applies. To complete the box below follow the directions in the paragraph under the box.)

General Laborer-WG-3/2

Firefighter-GS-6/1 $14.50

$17.95 36.25% as of OMB M-08-13 Policy Letter dated March 11, 2008)

Check the following site for the Service Contract Act Directory of Occupations for the Employee. Classification and Grade: http://www.dol.gov/whd/regs/compliance/web/index.htm then check the following salary charts for the Monetary Rate for either the Wage Grade (WG) salary: http://www.cpms.osd.mil/wage/scheds/af/survey-sch/022/022R-09MAR2010.html or General Schedule (GS) salary: http://www.opm.gov/oca/10tables/indexGS.asp.

_ _ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act—Price Adjustment (Multiple Year and Option Contracts) (SEP 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

_ _ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act—Price Adjustment (SEP 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment—Requirements (NOV 2007) (41 U.S.C. 351, et seq.).

_X_ (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services—Requirements (FEB 2009) (41 U.S.C. 351, et seq.).

__ (7) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (MAR 2009) (Pub. L. 110-247).

__ (8) 52.237-11, Accepting and Dispensing of $1 Coin (SEP 2008) (31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records—Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e)(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in paragraphs (e)(1) in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (APR 2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

(ii) 52.219-8, Utilization of Small Business Concerns (DEC 2010) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $650,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) [Reserved]

(iv) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

(v) 52.222-35, Equal Opportunity for Veterans (SEP 2010) (38 U.S.C. 4212).

(vi) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010) (29 U.S.C. 793).

(vii) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR Clause 52.222-40.

(viii) 52.222-41, Service Contract Act of 1965 (NOV 2007) (41 U.S.C. 351, et seq.).

(ix) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)).

___ Alternate I (AUG 2007) of 52.222-50 (22 U.S.C. 7104(g).

(x) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (NOV 2007) (41 U.S.C. 351, et seq.).

(xi) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services-Requirements (FEB 2009) (41 U.S.C. 351, et seq.).

(xii) 52.222-45 Employment Eligibility Verification (JAN 2009)

(xiii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (MAR 2009) (Pub. L. 110-247). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

(End of clause) {Remove alternate(s) if not prescribed in FAR 12.301.} Alternate I (FEB 2000). As prescribed in 12.301(b)(4)(i), delete paragraph (d) from the basic clause, redesignate paragraph (e) as paragraph (d), and revise the reference to “paragraphs (a), (b), (c), or (d) of this clause” in the redesignated paragraph (d) to read “paragraphs (a), (b), and (c) of this clause.”

Alternate II (DEC 2010). As prescribed in 12.301(b)(4)(ii), substitute the following paragraphs (d)(1) and (e)(1) for paragraphs (d)(1) and (e)(1) of the basic clause as follows:

(d)(1) The Comptroller General of the United States, an appropriate Inspector General appointed under section 3 or 8G of the Inspector General Act of 1978 (5 U.S.C. App.), or an authorized representative of either of the foregoing officials shall have access to and right to—

(i) Examine any of the Contractor’s or any subcontractors’ records that pertain to, and involve transactions relating to, this contract; and

(ii) Interview any officer or employee regarding such transactions.

(e)(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), and (c), of this clause, the Contractor is not required to flow down any FAR clause in a subcontract for commercial items, other than—

(i) Paragraph (d) of this clause. This paragraph flows down to all subcontracts, except the authority of the Inspector General under paragraph (d)(1)(ii) does not flow down; and

(ii) Those clauses listed in this paragraph (e)(1). Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(A) 52.203-13, Contractor Code of Business Ethics and Conduct (APR 1010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

(B) 52.203-15, Whistleblower Protections Under the American Recovery and Reinvestment Act of 2009 (JUNE 2010) (Section 1553 of Pub. L. 111-5)

(C) 52.219-8, Utilization of Small Business Concerns (DEC 2010) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $650,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(D) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

(E) 52.222-35, Equal Opportunity Veterans (SEP 2010) (38 U.S.C. 4212).

(F) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010) (29 U.S.C. 793).

(G) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR Clause 52.222-40.

(H) 52.222-41, Service Contract Act of 1965 (NOV 2007) (41 U.S.C. 351, et seq.).

(I) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)).

(J) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment—Requirements (NOV 2007) (41 U.S.C. 351, et seq.).

(K) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services—Requirements (FEB 2009) (41 U.S.C. 351, et seq.).

(L) 52.222-54, Employment Eligibility Verification (JAN 2009).

(M) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations. (MAR 2009) (Pub. L. 110-247). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(N) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

GSAM 552.212-72 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS APPLICABLE TO GSA ACQUISITION OF COMMERCIAL ITEMS (SEP 2003)

The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement provisions of law or Executive Orders applicable to acquisition of commercial items or components. The provision or clause in effect based on the applicable regulation cited on the date the solicitation is issued applies unless otherwise stated herein. The following provisions and clauses are incorporated by reference:

[The contracting officer should either check the provisions and clauses that apply or delete the provisions and clauses that do not apply from the list. The contracting officer may add the date of the provision or clause if desired for clarity.]

(a) Provisions.

(b) Clauses.

This award is issued to the Small Business Administration (SBA) as the prime contractor. The Offeror shall provide Name and Address in Block 14 as instructed. Novation agreements submitted by the 8(a) participant shall be approved by SBA. In the case of termination either for convenience or default, GSA will provide advance notification to the cognizant SBA office as the prime contractor for this contract.

(End of clause)

STANDARDS OF CONDUCT

The Contractor shall be responsible for maintaining satisfactory standards of employee competency, conduct, appearance, and integrity and shall be responsible for taking such disciplinary action with respect to its employees as may be necessary.

REMOVAL FROM CONTRACT WORK

(a) As provided in the clause entitled "Qualifications of Employees", the contracting officer or a designated representative may require the Contractor to remove any employee(s) from GSA controlled buildings or other real property should it be determined that the individual(s) is either unsuitable for security reasons or otherwise unfit to work on GSA controlled property. This shall include, but not be limited to, instances where an employee is determined, in the Government's sole discretion, to be incompetent, careless, insubordinate, unsuitable or otherwise objectionable.

(b) A contractor employee may also be removed where the continued employment of the contractor employee in connection with the Government work is deemed, in the Government's sole discretion, contrary to the public interest, inconsistent with the best interests of security, or a potential threat to the health, safety, security, general well being or operational mission of the facility and its population.

(c) Where a contractor employee is granted a temporary suitability determination, and an unfavorable final suitability determination is later rendered, the Government may insist on the employee's removal from the work site and from other work in connection with the Contract.

(d) The Contractor shall be responsible for providing replacement employees in cases where contract employees are removed at no additional cost to the Government.

SENSITIVE BUT UNCLASSIFIED (SBU) BUILDING INFORMATION

Dissemination of sensitive but unclassified paper and electronic building information shall be made on a "need to know" basis in accordance with GSA Order PBS P 3490.1, a copy of which will be made available upon request.

ATTACHMENT TO SF 1449 - SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

Purchase Order Number GS-08P-XX-XX-P-XXXX)

Revised 4/22/2011

PART D -- CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

PURCHASE ORDER EFFORT REQUIRED

TERM OF PURCHASE ORDER

Performance of the work requirements under this purchase order is expected to be completed within __ calendar days beginning _________________ and ending ____________________.

OR

All items listed above shall be delivered by _30 DAYS AFTER AWARD__________________.

SPECIAL PURCHASE ORDER REQUIREMENTS

1. EMPLOYEE IDENTIFICATION/BUILDING PASSES.

(a) The Contractor shall ensure that every existing and new contract employee has a GSA Identification/Building Pass before the employee enters on duty. GSA personnel shall furnish and complete these passes. The COR and the Contractor shall sign each pass issued. The Contractor shall return all passes to the COR of any dismissed or terminated employee, or upon expiration of the contract. All passes must contain an expiration date.

(b) The Contractor shall ensure that all employees carry their passes with them whenever they are in the building and show them upon request. The COR or his designees shall periodically compare the employees passes with their personal identification to ensure that the passes are being properly used.

2. PAYMENT PROCEDURES

(a) Invoices shall include the Accounting Document Number (ADN) number XXXXXXXXX provided on the “Schedule” page or annotated on the front of the award document.

(b) The Contractor shall register with the Greater Southwest Finance Center and submit all original invoices electronically to http://www.finance.gsa.gov as referenced in Block 18a, Payment Will be Made By, of the award document.

(c) The Contractor shall also submit a copy of the invoice to the issuing address shown in Block 9, Issued By, to the attention of JOAN AMEND.

(d) The Contractor shall receive payments through electronics funds transfer and the contractor may review its record of payments electronically through the above referenced web site in paragraph 2(b).

3. INVOICE REQUIREMENTS

Invoices shall be submitted in an original only, unless otherwise specified, to the designated billing office specified in this contract or purchase order.

Invoices must include the Account Document Number (AND) provided on the award. Contact the Contracting Officer if unsure of the proper AND to cite. The AND must be listed on all invoices in order to ensure proper payment.

In addition to the requirements for a proper invoice specified in the Prompt Payment clauses of this contract or order, the following information or documentation must be submitted with each invoice;

The contractor shall submit a properly executed invoice that shows the name of the business concern and invoice date, the Contract Number, and the Order Number, if applicable. Submit the original invoice to the address shown on the award document.

A release of claims is required to be submitted with the Final Payment request.

(End of Clause)

PART E -- SOLICITATION PROVISIONS

1. Please complete the solicitation package enclosed.

2. Areas on the Standard Form 1449 to be completed and returned with proposal are:

(a) Block 17a – Complete name, address (including zip code), and telephone number.

(b) Block 17b – Fill in remittance address on page 1 of the solicitation if different from Block 17a.

(c) Block 30a – Signature of Offeror/Contractor’s Designated Representative

(d) Block 30b – Print Name and Title of Signer

(e) Section B, Unit Price and Amount (page 2 of Standard Form 1449)

3. Complete Representations and Certification – Commercial Items and return with proposal.

4. Complete Authorized Negotiators and return with proposal.

5. Please note and follow instructions for Security Requirements

6. Please return solicitation portions required to be completed as referenced above to the following address:

Denver Federal Center Service Center (8PSD) Attn: Joan Amend One Denver Federal Center P.O. Box 25546, Building 41 Denver, CO 80225-0456

If you have any questions, please call me at 303-236-2954

FAR 52.233-2 SERVICE OF PROTEST (SEP 2006)

(a) Protests, as defined in section 33.101 of the Federal Acquisition Regulation, that are filed directly with an agency, and copies of any protests that are filed with the Government Accountability Office (GAO), shall be served on the Contracting Officer (addressed as follows) by obtaining written and dated acknowledgment of receipt from [Name of CO/CS], General Services Administration, Public Buildings Service, [Name], [Location], [Address], [City State Zip Code].

(b) The copy of any protest shall be received in the office designated above within one day of filing a protest with the GAO.

(End of provision) make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at http://acquisition.gov/comp/far/index.html.

52.237-1 Site Visit APR 1984

(End of provision)

SAFEGUARDING AND DISSEMINATION OF SENSITIVE BUT UNCLASSIFIED (SBU)

BUILDING INFORMATION

This clause applies to all recipients of SBU building information, including offerors, bidders, awardees, contractors, subcontractors, lessors, suppliers, and manufacturers.

(a) Marking SBU. Contractor-generated documents that contain building information must be reviewed by GSA to identify any SBU content, before the original or any copies are disseminated to any other parties. If SBU content is identified, the contracting officer may direct the contractor, as specified elsewhere in this contract, to imprint or affix SBU document markings to the original documents and all copies, before any dissemination.

(b) Authorized recipients. Building information considered SBU must be protected with access strictly controlled and limited to those individuals having a need to know such information. Those with a need to know may include Federal, State, and local government entities, and nongovernmental entities engaged in the conduct of business on behalf of or with GSA. Nongovernmental entities may include architects, engineers, consultants, contractors, subcontractors, suppliers, and others submitting an offer or bid to GSA or performing work under a GSA contract or subcontract. Contractors must provide SBU building information when needed for the performance of official Federal, State, and local government functions, such as for code compliance reviews and for the issuance of building permits. Public safety entities such as fire and utility departments may require access to SBU building information on a need to know basis. This clause must not prevent or encumber the dissemination of SBU building information to public safety entities.

(c) Dissemination of SBU building information:

(1) By electronic transmission. Electronic transmission of SBU information outside of the GSA firewall and network must use session (or alternatively file encryption). Sessions (or files) must be encrypted with an approved NIST algorithm, such as Advanced Encryption Standard (AES) or Triple Data Encryption Standard (3DES), in accordance with the Federal Information Processing Standards Publication (FIPS PUB) 140-2, Security Requirements for Cryptographic Modules. Encryption tools that meet FIPS 140-2 are referenced on the NIST web page found at the following URL: http://csrc.nist.gov/groups/STM/cmvp/documents/140-1/1401vend.htm. All encryption products used to satisfy the FIPS 140-2 requirement should have a validation certificate that can be verified at the following URL: http://csrc.nist.gov/groups/STM/cmvp/validation.html#02. (Not all vendors of security products that claim conformance with FIPS 140-2 have validation certificates.) Contractors must provide SBU building information only to authorized representatives of State, Federal, and local government entities and firms currently registered as “active” in the Central Contractor Registration (CCR) database at www.ccr.gov that have a need to know such information. If a subcontractor is not registered in the CCR and has a need to possess SBU building information, the subcontractor shall provide to the contractor its DUNS number or its tax ID number and a copy of its business license.

(2) By nonelectronic form or on portable electronic data storage devices. Portable electronic data storage devices include but are not limited to CDs, DVDs, and USB drives. Nonelectronic forms of SBU building information include paper documents.

(i) By mail. Utilize only methods of shipping that provide services for monitoring receipt such as track and confirm, proof of delivery, signature confirmation, or return receipt.

(ii) In person. Contractors must provide SBU building information only to authorized representatives of State, Federal, and local government entities and firms currently registered as “active” in the CCR database that have a need to know such information.

(3) Record Keeping. Contractors must maintain a list of State, Federal, and local government entities and the firms to which SBU is disseminated under sections (c) (1), and (c) (2) of this clause. The list must include at a minimum (1) the name of the State, Federal, or local government entity or firm to which SBU has been disseminated; (2) the name of the individual at the entity or firm who is responsible for protecting the SBU building information, with access strictly controlled and limited to those individuals having a need to know such information; (3) contact information for the named individual; and (4) a description of the SBU building information provided. Once work is completed, or for leased space with the submission of the “as built” drawings, the contractor must collect all lists maintained in accordance with this clause, including those maintained by any subcontractors and/or suppliers, and submit them to the contracting officer. For federal buildings, final payment may be withheld until the lists are received.

(d) Retaining SBU documents. SBU building information (both electronic and paper formats) must be protected, with access strictly controlled and limited to those individuals having a need to know such information.

(e) Destroying SBU building information. SBU building information must be destroyed such that the Marked information is rendered unreadable and incapable of being restored, or returned to the contracting officer, when no longer needed, in accordance with guidelines provided for media sanitization within Appendix A of NIST Special Publication 800-88, Guidelines for Media Sanitization, available at http://csrc.nist.gov/publications/nistpubs/800-88/NISTSP800-88_rev1.pdf. If SBU building information is not returned to the contracting officer, examples of acceptable destruction methods for SBU building information are burning or shredding hardcopy; physically destroying portable electronic storage devices such as CDs, DVDs, and USB drives; deleting and removing files form electronic recycling bins; and removing material from computer hard drives using a permanent-erase utility such as bit wiping software or disk crushers.

(f) Notice of disposal. The contractor must notify the contracting officer that all SBU building information has been destroyed, or returned to the contracting officer, by the contractor and its subcontractors or suppliers in accordance with section (e) of this clause, with the exception of the contractor’s record copy. This notice must be submitted to the contracting officer at the completion of the contract in order to receive final payment. For leases, this notice must be submitted to the contracting officer at the completion of the lease term.

(g) Incidents. All improper disclosures of SBU building information must be immediately reported to the contracting officer at DFC Bldg 41, att Joan Amend. If the contract provides for progress payments, the contracting officer may withhold approval of progress payments until the contractor provides a corrective action plan explaining how the contractor will prevent future improper disclosures of SBU building information. Progress payments may also be withheld for failure to comply with any provision of this clause until the contractor provides a written corrective action plan explaining how the contractor will rectify any noncompliance and comply with the clause in the future.

(h) Subcontracts. The Contractor must insert the substance of this clause in all subcontracts.

(End of Clause)

REQUEST FOR SENSITIVE BUT UNCLASSIFIED BUILDING (SBU) INFORMATION

The requester shall complete the information below and return the entire Request for Sensitive but Unclassified Building (SBU) Information document to the Contracting Officer or Contract Specialist. By signature below, the requestor of SBU building information acknowledges the requirement to maintain controls, as stated herein, to safeguard the information, and shall return or destroy the SBU building information as required by this Agreement. The undersigned acknowledges that the requester shall abide by this Agreement and shall only disseminate SBU building information to other authorized users under the conditions set forth herein.

Company Name: ______________________________________________

Name of Individual: ____________________________________________

Signature: ___________________________________________________

Title: _______________________________________________________

Date: _________________

(Attach copy of business license or formation document)

DUNS Number:_________________________________________

DUNS Number Verified by Government Representative at: http://www.fpdc.gov/fpdc/duns-query-v2_fpdc.htm or http://www.ccr.gov Yes: ___ No: ___

Employer ID Number/Federal Tax ID Number ___________________________________

Offeror/bidder/contractor information and DUNS number has been verified and release of SBU building information is approved by:

Contracting Officer's Name Date

{This statement shall be submitted by the holder of SBU building information when information is disposed of in accordance with the Request for Sensitive but Unclassified Building Information.

NOTE: There should be either a Disposal Statement or a Return Receipt Acknowledgement for all recipients of SBU building information.}

DISPOSAL STATEMENT

Solicitation/Contract No. ________________________________________

I hereby certify that all Sensitive but Unclassified (SBU) building information relative to the referenced solicitation/contract not previously returned to the Government has been destroyed or disposed of by burning or shredding paper copies, physically destroying computer diskettes or permanently deleting/removing/erasing electronic files from computers.

I also certify the no unauthorized physical or electronic copies of such SBU building information were made or are being retained.

Company Name: ______________________________________________

Name of Individual: ____________________________________________

Signature: ___________________________________________________

Title: _______________________________________________________

Date: _________________